icarly ihave sex
by 14brash
Summary: i stink at summerys so you'll have to reed it th find out what it's about.
1. Chapter 1

Author's note: This is my first story, so I would really appreciate it if you could post any positive or negative feedback in the comments. That way, I'll know what to improve on, and from there. Thank you, and please enjoy the story!

"And ... We're clear!"

15-year old Freddie Benson shut off his camera and joined the two girls, Carly Shay and Sam Puckett, who were standing in the middle of the room. The three best friends had just finished their latest episode of iCarly, their popular webshow which Carly and Sam hosted and did crazy antics. Freddie was the cameraman, or as he liked to call it: "technical producer."

Carly was Freddie's neighbor and good friend, and Freddie had a huge crush on Carly. Carly was also 15, and had long, silky black hair that ran about halfway down her back, and mesmerizing brown eyes. She was wearing a tight-fitting light blue Old Navy t-shirt that really brought out her still-growing B cup tits, and was wearing a pair of denim shorts, exposing her beautiful, tan legs. To top it off, she was wearing cute pink flip flops and had a flowery scent to her. Freddie did not try to hide his crush on Carly and constantly told her that he loved her or that they should go out, but Carly almost never showed any positive responses to Freddie's requests.

Sam was also 15, and had a very interesting relationship with Freddie. Sam would always make fun of Freddie, and even sometimes beat him up if he annoyed her. However, a few weeks earlier, Sam and Freddie had both been teased that they had never kissed anyone before. So, Sam and Freddie kissed each other in private to get it over with and promised not to tell anybody. After that, they had gone back to making fun of each other, but Freddie never forgot his first kiss, which left a permanent imprint on his lips (in a good way). Sam had long, wavy blonde hair and beautiful brown eyes, and had breasts about the same size as Carly, which were barely contained by her black and pink t-shirt. She was wearing a pair of tight blue jeans, which amplified her beautiful ass and hips. Sam was a trouble-maker and acted like a boy sometimes, by beating up people and eating a lot of meat and chili.

"That was one of our best iCarlys yet!" exclaimed Carly.

"Yeah, our ratings were really high!" said Freddie

In the past year, Freddie's voice had gotten deeper, and he knew it was because of puberty. Freddie used to be fairly chubby, but in the past year, he had grown a few inches and had evened out his weight with his height. Freddie thought he was pretty good looking and he even had a few girls in school that wanted to go out with him, but Freddie had turned them down in hopes of dating Carly. Freddie did not know why Carly had turned him down so many times.

The three teenagers walked out of their iCarly studio and went downstairs. By the front door of the apartment, they saw Spencer, Carly's 26 year old brother who she lived with, standing with a duffel bag. Spencer had dropped out of law school to be an artist, and he was a bit eccentric, but Carly kept him under control most of the time. Spencer usually had a new sculpture he was working on, but Sam and Freddie were surprised to see that there was nothing new here.

"You sure you'll be fine here on your own?" asked Spencer

"Yeah, I'll be fine," said Carly. "Don't worry, I'll just throw a party and trash the house while you're gone"

"That's not funny," said Spencer.

"Where are you going?" asked Sam.

"To the art convention"

"Uh, an art convention?" said Freddie.

"Yeah, you know, a convention of art. You see, artist around the world gather toge-"

"Yeah, don't care," interrupted Sam.

Spencer kissed Carly good-bye and went out the door.

"So what is there to eat in this place?" asked Sam suddenly.

"We have some leftover Chinese that we can warm up," replied Carly.

"Ooh! I love Chinese!" exclaimed Sam.

"You love to eat everything, Sam!" said Carly.

"Yeah..." said Sam.

During dinner, the three friends were talking but Freddie was spending the entire time staring at his two beautiful friends. Freddie was studying the exquisiteness of Carly's breasts and body and was getting a massive erection. Freddie found his mind thinking about the kiss with Sam, and his eyes starting wandering to Sam's tits.

"Hello? Freddie? You still there, dipwad?" asked Sam

"What? What did you say?" asked Freddie, disgruntled and embarrassed.

"We were asking what you thought we should do for our next iCarly," said Carly.

"Oh, I was thinking we should put on a few improv plays and have our viewers vote for the breast – I mean best one."

Carly and Sam started to giggle.

"What?" said Freddie "I meant to say best."

After a grueling two more minutes of teasing, they finished their meal and Carly and Sam got up to clean up. Freddie still had a huge boner and did not want the girls to see it and tease him for it, so he stayed sitting.

"Aren't you gonna help, Fredward?" asked Sam.

"Yeah I'll be there in a second," said Freddie.

Freddie waited a minute until his boner had died down a bit and got up to help the girls. Out of the corner of his eye, Freddie thought he saw Carly's eyes flicker to his crotch, but when he turned to look at Carly, she was focusing on the dishes. Freddie decided that it must have been his imagination.

After supper, they watched a few hours of TV, and after that, Freddie and Sam went home to their respective apartments. Freddie lived across the hall, and Sam lived a few floors up. As Freddie walked into his apartment, his extremely worrisome and overprotective mom bombarded him with questions regarding where he was and why he didn't tell her.

"I was just at Carly's, mom," replied Freddie. "It's just across the hall."

"Well it's very late and you need to go to bed now," said Mrs. Benson.

"But it's only ten o' clock!" exclaimed Freddie. "And it's summer! I don't have school tomorrow!"

"Well you need your sleep, Freddie," said Mrs. Benson. "And if it makes you feel any better, I'm going to bed, too."

Freddie reluctantly walked into his room, grumbling. The second he heard his mother close her bedroom door, Freddie sat up in bed and turned on his laptop. He was working on a project on the computer where he was photoshopping Carly's face onto a porn star's body. Freddie had almost made it look genuine, when he heard a faint knock on the front door. Freddie's mom was already fast asleep, so he knew he had to answer the door. Freddie again tried to relax his raging erection and when he thought it was safe he opened the door. Carly was at the other side of the door, now wearing a tight gray tank top which her blossoming breasts were bulging out of, and had on a pair of sweatpants. Freddie was having a very difficult time preventing his boner from reemerging.

"Were you in bed just now?" asked Carly, smiling.

"What!" exclaimed Freddie. "My mom makes me go to bed early. And I wasn't even sleeping, I was on my laptop."

"Whatever," said Carly. "Well, I came over here because I was all bored and lonely. Do you want to keep me company and maybe watch a movie?"

Freddie was having a hard time not jumping up and down in the air, but he managed to keep it cool and just replied, "Sure, why not?"

"Great!" said Carly, and the two of them walked into Carly's apartment and sat down next to each other on the couch.

"Hey, where's Sam?" asked Freddie.

"Oh, uh, she couldn't make it," said Carly. "What, I'm not good enough?"

"No, no, of course not," Freddie said quickly. "You're perfect."

"Thank you, Freddie," said Carly, happy to be praised.

The two of them were watching the latest Harry Potter movie, but Freddie was barely paying any attention to the video. He was spending the whole time trying to figure out how he can manage to slip his arm around Carly's shoulder, and maybe even get a kiss from her!

Carly stood up at once and said, "Excuse me, I have to go to the bathroom."

"Yeah, sure," replied Freddie.

Once Carly was gone, Freddie started thinking about how beautiful Carly was and how much he wanted to put his arm around her and kiss her. Freddie was contemplating: "Maybe I could go for the good old fake stretch, and then actually leave my arm around her shoulder. No, that's too obvious. Yeah, but it still works most of the time, even if the girls know it's coming."

Freddie was going back and forth, and decided to stick with the fake stretch method. Once Carly returned, Freddie yawned and stretched out his right arm as far as he could, and then slowly lowered it down onto Carly's right shoulder. To Freddie's surprise, Carly did not squirm, protest, or try to shake his arm off. In fact, she moved closer to Freddie and snuggled up with her head on his chest. Freddie felt like he was in heaven. He had the most beautiful girl in the world, the girl of his dreams, lying on his chest, and both of them were alone in her apartment, just the two of them. Now Freddie was trying to figure out how to move in for the kiss. He decided to stick with good old fashioned chivalry.

"You know Carly, you look really pretty tonight," said Freddie, at once.

"Thank you, Freddie," said Carly. "That's really sweet."

"You know, you've probably heard this a million times from me," said Freddie, "but, I feel like I should say it again. I love you, Carly Shay. I love you so much, and I have always loved you."

Carly was silent at first, and Freddie figured that she wouldn't reply the same comment to him, but then something else unexpected happened.

"I love you too, Freddie," said Carly, as if it was natural to say.

"Wait, what?" asked Freddie, not sure if he had just heard what he thought he heard.

"I said I love you" repeated Carly.

"Wait, b-b-b-but-but-but-" stammered Freddie.

Carly sat up with a seductive look on her face, put a finger to Freddie's lips, and whispered "Shhhh." Then she removed the finger and closed her eyes and slowly started tilting her head and moving her face closer to Freddie's. Freddie realized what was coming and started moving his face in closer, as well. After what seemed like an eternity, Freddie's lips felt Carly's soft lips gently push against his. Freddie wasn't sure if they kissed for just a few seconds, or for a few years, but it didn't seem to matter to him.

"Wow, this is much better than my kiss with Sam," thought Freddie. As if she read his mind, Carly pulled away and asked: "So how did my kiss compare with Sam's?"

Freddie finally found the words to speak, and he exclaimed, "Hey, how do you know about that? Sam and I agreed that it would be a secret."

"Yeah, but Sam and I are best friends. Do you really think she'd keep a secret that big from me?"

"I guess not. But, are you upset with me?"

"Why would I be upset with you?"

"Because I love you, but I kissed Sam."

"It's fine, Freddie. I understand. You and Sam had both never kissed anyone, so you kissed each other. I still love you."

"Yeah, could you explain that, too? Why have you never said that until now? All this time you really did love me?"

"Well, I never wanted to admit it in front of Sam, because you two weren't exactly the best of friends, and I didn't want to upset her."

"But Sam is still going to find out, eventually."

"Yeah, I know. But, now that you and Sam are on better terms, I figure that she won't mind."

"But aren't you concerned that she'll be jealous."

"No, I'm concerned that we won't continue our kissing. Could we stop talking?"

"Please"

Carly and Freddie moved their faces closer a little bit quicker this time. Once again, Freddie fell into pure bliss when their lips met. Their kissing became faster and more energetic, and Carly was breathing heavily between every kiss. After each long kiss, Carly would plant a smaller kiss on Freddie's lips, like a signature. Freddie started to wrap his arms around her back, and, copying Freddie's actions, Carly wrapped her arms around Freddie's neck.

Carly and Freddie continued their kisses as they became more amplified, and Freddie decided to try and push his luck. Freddie slowly eased his tongue into Carly's mouth and started exploring the inside of her mouth. Freddie saw Carly's eyes widen, and to Freddie's relief, she returned the favor and started stroking Freddie's tongue with hers.

Carly and Freddie continued licking each other's tongues with a strong passion, when suddenly, Carly broke away and put her lips around Freddie's tongue and slowly sucked Freddie's saliva off of it. Freddie returned the favor to Carly and began to suck on her tongue.

The pair of teenagers then resumed their kissing and they were clutching each other more passionately than ever. The two of them started leaning to one side while kissing, and they suddenly fell back and were lying horizontally on the couch. Freddie was on top and he began to kiss and lick every part of Carly he could get. He began with Carly's lips, which he was already very familiar with, and was caressing them with his oral utilities. He them moved over to Carly's soft, slightly pink left cheek, and made his way down to her neck.

As Freddie was kissing her neck, Carly emitted a soft moan of pleasure that made Freddie's dick suddenly spring up into action. This excitement emanating from Freddie's pants did not go unnoticed by Carly, who smiled and started stroking Freddie's cock outside of his pants. Freddie was going crazy with ecstasy, but he did not stop making out with Carly's slim neck. The virgin teenagers were giving each other pleasure while both moaning and sighing in delight.

Freddie then started rubbing and feeling Carly's gorgeous tits with both of his hands and was massaging them delicately. Freddie had never touched a girl's breasts before, and Carly's felt amazing. Carly let out another moan of ecstasy which only made Freddie speed up, as he caressed Carly's tits with more force and enthusiasm.

Freddie put his hands by Carly's waist and started to pull up her tank top, but Carly suddenly put her hands on her tank top and started to pull it down.

"What's wrong?" asked Freddie

"We shouldn't be doing this," said Carly.

"What do you mean?" asked Freddie. "I thought you loved me."

"Wait, you didn't let me finish," said Carly. "What I was going to say is that we shouldn't be doing this here. We should finish up in my room, where there's more room and more privacy."

"All right," said Freddie.

The adolescent pair got off of the couch, stopped the movie, and made their way to the stairs. They walked up the stairs holding hands and kissing each other on the lips every few seconds, until they made it Carly's room.

Carly and Freddie walked into the bedroom and Carly closed the door behind them. Freddie had never been in Carly's bedroom before and found himself admiring it. The room was nice and cozy with a bed, a few dressers, a couch, a TV, a closet, a desk, a chair, and a window. The bed sheets, pillows, blankets, and curtains were all pink, which gave the room a pinkish glow.

"Nice place," said Freddie.

Carly ignored him. "Now, where were we?" she asked.

"I think somewhere around here," said Freddie, as he approached Carly and they resumed their make-out session. Freddie and Carly were clutching each other passionately, as they explored each other's mouths with their tongues. Not unlike with the couch in the living room, Carly and Freddie suddenly fell backwards onto Carly's bed. Once again, Freddie found himself lying on top of Carly and kissing her. Freddie grabbed the bottom of Carly's tank top for the second time and began to lift it up. Freddie felt his mouth get dry as he saw Carly's bare belly button, but once again, Carly stopped Freddie and said "Wait!"

"What is it this time?" groaned Freddie.

"Allow me," said Carly.

Freddie moved, allowing Carly to sit up and get off of the bed. Carly was now standing up, facing the bed, where Freddie was sitting with an anxious look on his face. Carly put each hand on an opposite side of the bottom of her tank top. Once again, Freddie could feel his mouth get dry and his dick get hard. Carly slowly raised her arms up, gradually stripping her top from off of her slim, petite figure, revealing a hot pink lacy bra which clearly showed off the curves of her beautiful breasts.

"Do you want to see more?" teased Carly, intentionally dropping her left shoulder strap.

"You know I do, baby," answered Freddie.

Carly smiled, and with a seductive look on her face, lowered the other shoulder strap, and then undid her bra strap in the back. With a sexy wink at Freddie, Carly lowered the now undone bra, revealing her beautiful, round breasts, which were proudly showing off her erect nipples. Carly's tits were the perfect size; they weren't unnaturally huge, and yet they weren't so small either. They were a little bit bigger than Freddie could easily fit in his hands. They also didn't sag at all, but they stayed straight and even. They were perfect, natural tits.

Carly walked over to Freddie and sat down facing him on his lap, with her legs outstretched under her, and her long, dark hair clinging to her bare back. Carly put her hand around Freddie's head and started kissing him like she never kissed before. Freddie answered back by groping and squeezing Carly's nude breasts.

Freddie broke away from their kiss to focus on Carly's tits, which were begging to be squeezed and sucked on. Freddie put his lips around Carly's hard right nipple and began sucking on it and licking it while squeezing the left breast. Freddie then switched to sucking on the left nipple and groping the right one. Freddie's actions seemed to have pleased Carly, as she uttered a moan of pure ecstasy, which only stimulated Freddie to continue his licking.

Freddie's dick seemed to have liked Carly's moans of pleasure, as it bounced up against the inside of Freddie's shorts, which came in contact with the area of Carly's sweatpants that was covering her pussy. This action elicited another joyful cry from Carly who gasped, "We need to do something about that cock."

Carly stood up and got on her knees in front of Freddie, who stood up and took off his shirt. She immediately pulled down Freddie's shorts and boxers, causing his 6-inch cock to spring up right in front of her face. Carly looked up at Freddie, with a look of pure lust in her eyes, and then plunged down onto Freddie's hard cock. Freddie fell into pure bliss as Carly's warm, wet mouth engulfed his rock hard cock and got to work. Carly at first only put the head in her mouth and swished her tongue in circles around the top, making Freddie gasp with pleasure. Carly then put her right hand on the dick and lowered her head all the way down, trying to get all of Freddie's cock in her mouth. Her soft lips bobbed up and down, wetting every part of Freddie's hard shaft. Suddenly, Carly stopped her sucking and took Freddie's cock out of her mouth. She then grabbed the tip of Freddie's cock, held it up in the air, and licked the entire underside of Freddie's cock, from bottom to top. When she reached the top, she looked up at Freddie, and then dove back down to resume her enthusiastic blowjob. During the split second Carly looked up at him, Freddie didn't see his best friend through those eyes, but he saw a much older and more experienced girl licking his cock.

"Lick my balls, Carly," gasped Freddie. "Lick them and suck on them, but be very gentle; they're very sensitive."

Carly obeyed, as she took Freddie's cock out of her mouth and put his right ball in her mouth and gently sucked on it. Carly then slowly removed the testicle from her mouth, making a faint popping noise, which made her giggle. She then repeated her actions with Freddie's left ball, and when she was done, she licked the balls, and ran her tongue along the underside of Freddie's cock again, as if she was sealing an envelope.

"Talk dirty to me, Carly, baby," commanded Freddie.

"Yeah, you like that, Freddie?" crooned Carly, as she was stroking Freddie's cock. "Yeah you like it when I suck your big fucking cock?"

"You know I do," breathed Freddie.

"Yeah, does it feel good? Does it feel good with your cock in my wet mouth?"

"Fuck yeah." Freddie wasn't sure who this girl stroking his cock and talking dirty to him was. She looked like his friend Carly Shay, but she acted and talked like a porn star. Freddie decided that he liked the new Carly.

"I'm just a dirty little slut," teased Carly, as she grabbed Freddie's butt cheeks and started fucking his cock with her mouth. Freddie could feel Carly's fingernails digging into his butt as she was fervently sucking his cock. Once again, Freddie was overcome by immense pleasure, and he realized that he was coming close to an orgasm.

"Carly," he gasped. "I'm about to cum."

Carly removed Freddie's cock from her mouth and said, "It's Ok, Freddie. I want you to cum all over me."  
Freddie pumped his cock back and forth with his right hand, until he couldn't contain himself anymore and his cock pulsated and began to spew his manhood. Freddie's first shot landed on Carly's nose, which then dripped into her mouth; another shot landed on Carly's left breast; and another one landed in Carly's mouth. Freddie shot some sperm onto her face and also onto her chest. Freddie lost count of the number of times he shot cum on Carly, but both teens seemed to have enjoyed it very much.

Carly grabbed Freddie's cock and squeezed it, as if she was trying to squeeze the last drop out of a toothpaste bottle. She then cleaned up Freddie's cock, licking up all of the leftover cum, and then cleaned up all of the cum off of herself, emptying all of it into her mouth.

"Swallow that shit, girl," ordered Freddie.

Carly did as she was told and closed her mouth and swallowed Freddie's manhood. When she opened her mouth up again, Freddie's cum had disappeared.

"Mmm, it tastes so fucking good," crooned Carly.

"Wow, where did you learn to give such a great blowjob?" asked Freddie.

"I don't know," said Carly, who was now back to her old self. "I've seen some porn movies, and I just sort of went with the flow and did what felt natural. Was it really that good?"

"You kidding? It was amazing! Are you sure you'd never given a blowjob before you gave me one?"

"Of course I'm sure. What, do you think I'm some sort of slut?"

"You already called yourself a slut!"

"Yeah, but that was in the heat of the moment."

"You know, the moment doesn't have to be over. I can try to pleasure you like you did to me."

"Yeah, have you ever eaten a girl out?"

"Yeah, I just kissed a girl for the first time a few weeks ago, and now I'm already licking girls' pussies," said Freddie, sarcastically.

"Ok, ok, I guess it was a silly question."

"I'll just go with the flow, like you did."

Carly stood up, got on the bed, and lied down on the pillows. Freddie got onto the bed, facing Carly, kissed her, and then pulled down her sweatpants, revealing the top of a pink pair of panties. Carly lifted up her butt, allowing Freddie to slide her sweatpants all the way off, and Freddie then put his hands on the sides of Carly's panties, and pulled them down all the way off of her body. Freddie now had an excellent view of Carly's tight, pink pussy, which, Freddie could see, was slightly moist. Carly's pubic hair was aligned in a perfect triangle, and he guessed it must have been shaved, but he didn't ask questions.

Freddie began by rubbing Carly's clit gently, which emitted an ecstatic cry from Carly. Freddie continued rubbed her clit and did it with a little more force, and a little bit faster. Freddie then moved his hand and stuck his finger inside of Carly's pussy, while licking her clit at the same time. Carly grabbed Freddie's free hand, and started sucking on his fingers with passion not unlike when she was sucking on his cock. As Freddie slid his finger in and out of Carly's pussy, he could smell her sweet pussy juices and feel them dripping down his finger. Freddie's tongue danced around Carly's clit as she opened her mouth, removed Freddie's fingers, and let out a moan of pure pleasure. As Freddie's actions sped up, Carly's moaning reached a higher octave each time, until eventually Carly was letting out a high-pitched shriek at the top of her lungs. Carly's cries sounded something like this:

"Mmm ... oh yeah, just like that ... oh fuck yeah ... MMM ... OHHH ... fuck me with your finger ... Yeah, just like that ... OHH ... OHHHHHH ... OHHHHHHHHHH FUCK YES ... OH GOD ... OHHHHHHHH ... IM CUMMING!"

Carly couldn't contain it anymore, and, without warning, her hips bucked, and she squirted out her cum all over Freddie's face and neck. Freddie could taste Carly's warm, sweet pussy juices as he swallowed the ones that made their way to his mouth. Carly sat up, and cleaned the rest of her own cum off of Freddie, licking and slurping up her own womanhood from areas on Freddie's face. Carly and Freddie kissed each other, cleaning off any remnants of each other's cum, and when they were done, they grinned at each other and swallowed.

"Wow, that was amazing, Freddie," said Carly, after they had cleaned themselves up.

"Oh, it was no big deal," replied Freddie, humbly. "I just went with the flow."

"So, do you think you can finish me off?" asked Carly, seductively.

"I think I may be able to," said Freddie. "Oh, wait," he just remembered. "We don't have any protection, and I'm not getting anybody pregnant."

"It's fine," said Carly, pulling a condom out of the pocket of her sweatpants, which were lying on the bed. "I have one right here."

"Wait, you planned all of this?" asked Freddie, surprised.

"No, not exactly. I invited you over because I wanted company, and I didn't invite Sam, because I wanted it to be just us two. I was hoping for maybe a kiss, but nothing like this. But, when we were sitting on the couch, I realized that maybe tonight would be the night, so when I went to the bathroom during the movie, I actually took a condom from Spencer's room."

"Nice. That was smart of you."

"Thanks. But, why did you ask if I planned all of this? Does that turn you off that you weren't exactly controlling what was happening?"

"Are you kidding? It turns me on that you were hoping that I'd fuck you."

"That's just what I wanted to hear," said Carly, as she sat up and kissed Freddie.

Carly broke away, took the condom out of the small plastic bag, and slid it down Freddie's cock. Freddie then lied down on Carly's pillows, and, with a nervous but lustful smile, Carly slowly lowered her pussy onto Freddie's outstretched, protected cock. Freddie felt a barrier as Carly lowered herself onto him.

"It's ok, Freddie," assured Carly. "I want it to be you who pops my cherry. Just push into it."

Freddie pushed a little bit harder inside of Carly's hole, and he felt her hymen give way as he broke through it. Carly face twisted into a look that combined immense pain with immense pleasure.

"You okay?" asked Freddie.

"Yeah just give me a second," said Carly. After a minute or so, she said, "I'm fine. Now you can do whatever the fuck you want to me."

"Good, because I was getting impatient," replied Freddie.

Carly smiled and once again lowered herself onto Freddie's hard cock. She then raised herself up and lowered herself again, riding Freddie's cock with a certain pattern to it. Carly was looking at Freddie with a pure lustful look that just said: "Fuck my brains out." Freddie matched Carly's rhythm and slammed his dick up into her pussy each time she bounced up. The teenage pair was fucking in perfect harmony, and both of them loved every second of it. Carly let out another one of her ecstatic cries, which got more and more high-pitched as they fucked even faster. In between each shriek, Carly was yelling curse words and talking dirty to Freddie.

"Oh, fuck yeah, Freddie!" Carly was yelling. "Fuck me with big hard cock of yours! Fuck me like I'm a dirty little whore who loves riding your cock! Ohhhhhhhh Fuck Yeah!"

"Yeah, that's what I'm doing, Carly baby," replied Freddie, between gasps of breath.

"Yeah, and you're doing it so fucking good," said Carly, as she sped up her fucking. "Mmmmm… It feels so fucking good.

"Oh Ohh Ohhhhh!" shrieked Carly as Freddie pounded harder and harder into Carly's inviting pink pussy and tried desperately not to cum, hoping for another position to try.

Carly seemed to have read Freddie's mind, as she slowed down her bouncing and dismounted herself from Freddie's hard dick. Carly grabbed Freddie's protected cock with her hand and licked from top to bottom, and then changed positions.

"Ok, this time I get to be on top," Freddie told Carly.

"What?" teased Carly. "Does it boost your self-esteem when you are in control?"

"Hell yeah!" replied Freddie. "That was just warm-up. Now I'm gonna fuck your brains out!"

"Please do," begged Carly.

Carly laid back on the pillows with her legs outstretched, while Freddie got on his knees facing her. Freddie held up Carly's legs and guided his eager cock once again into Carly's welcoming pussy. Freddie pulled Carly's legs towards him with each stroke, as he plunged harder and harder into her tight pussy. Freddie plowed Carly with such force and might that Carly felt as if Freddie's dick was thrusting into her whole body.

"Ohhh God!" screamed Carly. "It's so deep! It's so fucking deep!"

"Yeah it is, baby," answered Freddie. "Do you like it that way?"

"Oh, I fucking love it," replied Carly. "Freddie Benson, you are pleasuring me in ways I could have never even imagined. What does that do for your self-esteem?"

"It does wonders," Freddie responded, as he increased up his momentum and fucked with more power.

"Holy shit!" exclaimed Carly. "How much deeper and harder can you go?"

"I still have a little more to go," replied Freddie, grinning. "I don't want to put it all in, because I might hurt you."

"Stop being such a pussy," laughed Carly. "Act like a man; you've acted like one until now. I don't give a shit about your worries. I want your whole cock inside me, and I want you to be fucking me with all your might."  
"Whatever you say," answered Freddie.

Freddie listened to Carly and pushed his entire cock into Carly's vagina, still pounding it. Freddie pulled Carly's legs towards him as fast as he could and plunged his cock into her as hard as he could. Freddie saw Carly's eyes go wide with wonder and pleasure. Carly closed her eyes, licked her lips, and continued her ecstatic moans. Carly's moans eventually escalated into cries and then into screams. Carly shrieked more high pitched as Freddie fucked harder. Finally, Freddie couldn't take it any more and knew that he was close to letting his sperm go.

"Oh god, Carly, I'm about to cum!" gasped Freddie.

"I am, too," breathed Carly. "You have protection, so it's fine. Cum inside me, and I'll try to cum at the same time."

Freddie's cock suddenly expanded and pulsated, releasing shot after shot of hot cum into the condom in Carly's pussy. At the same time, Carly let out an ecstatic cry, and Freddie knew she was cumming as well, as he felt a warm liquid on the outside of the condom. Freddie could not believe how much sperm he had bottled up and how much he was letting go right now.

Finally, the party ended and the two teenagers stopped cumming. Carly sat up and kissed Freddie with her tongue in his mouth, while his cock was still in her pussy. Carly broke away from the kiss and removed her pussy from his cock. Carly first licked the outside of the condom, slurping up her own pussy juices, which she then transferred to Freddie by kissing him. Carly then removed the condom and cleaned Freddie's cum off of his cock. Carly finished up with a farewell kiss to Freddie's cock, and then let it go. Freddie then lowered his mouth to Carly's pussy, and cleaned up her explosion of cum. After a minute or so, Freddie slurped up the last of Carly's womanhood and then sat up.

After looking and grinning at each other for a while, and still breathing heavily, the adolescent pair finally found the words to speak.

"Oh my god, that was amazing!" exclaimed Carly.

"That felt so good," agreed Freddie. "I can't believe that I actually just had sex."

"Yeah, me either," replied Carly. "We have to do this again sometime soon."

"Really?" asked Freddie, his cock perking up once again.

"Yeah, sure," said Carly, giggling. "We can try something new tomorrow."

"And what will that be?" asked Freddie.

"Well, you'll have to wait and see," replied Carly, seductively.

"Oh, I love you so much," grinned Freddie.

Carly and Freddie got off of the bed and began to put their clothes on. When they were done, they found themselves kissing each other once again.

"Why don't you stay here tonight?" whispered Carly, as she pulled Freddie close to her. "Sleep with me, in my bed."

"Oh, I'd love to, Carly," answered Freddie. "But I think my mom would notice if I wasn't home in the morning. Then I'd be in big trouble."

"I guess you're right," said Carly, disappointed. "C'mon, I'll walk you out."

Carly and Freddie made their way downstairs to the door.

"Well, goodnight, Carly," said Freddie. "Thank you for an amazing night."

"Oh, I think it was my pleasure, literally," replied Carly.

They kissed for a few minutes, before Freddie finally opened the door, walked into the hallway, and then turned around to look at the love of his life, as she closed the door behind him. Freddie very quietly opened his front door, locked it, and walked to his room to go to bed. Freddie couldn't help smiling as he was getting undressed to go to sleep.

That night, Freddie Benson slept well.


	2. Chapter 2

Freddie Benson awoke with a start. He kept his eyes closed, still trying to hold on to the final seconds of sleep and his amazing dreams. The previous night, Freddie lost his virginity at age 15 and fucked his best friend, Carly Shay, and he was still having flashbacks of his unforgettable experience. Freddie was picturing Carly sucking on his erect cock, and he could even feel Carly's warm lips bobbing up and down his hard shaft. In fact, Freddie felt like somebody actually was giving him a blowjob. Freddie opened up his eyes and saw Carly with her knees on the foot of Freddie's bed, and her hands and mouth all over Freddie's cock.

"Good morning, sleepyhead," said Carly, when she noticed that Freddie had woken up.

Carly Shay was also 15, and she was Freddie's neighbor, best friend, and now girlfriend. Carly was a beautiful teenage girl, with long, shiny black hair and a pair of perfect, round, and still-growing breasts. She was about the same size as Freddie and was very slim. Carly had already qualified herself as a good fucker, after she gave Freddie immense pleasure the night before.

"Oh, shit, Carly that feels so good," uttered Freddie. "What are you doing here?"

"I thought this would be a good way to wake you up," replied Carly.

"Well, you thought right," replied Freddie, trying to contain his joy.

Carly resumed her blowjob, with similar enthusiasm to the previous night. Carly started by sticking the head in her mouth and she licked the tip multiple times, slurping up Freddie's precum. Carly started stroking Freddie's dick with her right hand, while slowly bobbing up and down with her mouth, getting every part of the hard cock wet. Then, with a promiscuous look on her face, Carly spit a shot of saliva onto Freddie's cock, and rubbed it all over the cock, making Freddie groan with pleasure. Carly returned her mouth to Freddie's cock, giving a nice, slow blowjob, which she gradually sped up. Freddie groaned as he felt Carly's warm mouth surrounding his erect cock, pumping it up and down, and giving him unbelievable pleasure. Carly continued this cycle for a few minutes, before coming up for air to tease Freddie.

"Mmm, I missed this cock so much," crooned Carly. "Last night, I couldn't stop thinking about you, and I got so horny. I just couldn't stop rubbing my pussy"

"That's so hot!" breathed Freddie. "Let me lick your pussy, Carly baby."

Carly swung her feet around so that her pussy was in Freddie's face, and she was still in position to give Freddie a blowjob. Freddie pulled Carly's tight blue jeans down to her knees, and pulled the thin fabric of Carly's light green panties to the side, to expose her wet, pink pussy. Freddie dug into Carly's familiar vagina, licking and slurping every part he could get to.

Meanwhile, Carly pulled her yellow t-shirt just above her tits, and played with Freddie's cock. Carly took Freddie's cock and rubbed it against her bare breasts, while moaning from the pleasure Freddie was giving her. Carly swooped in on Freddie's cock, giving a faster blowjob than she was giving before, with her hands and tongue all over the hard dick. At the same time, Freddie was licking Carly's clit, and also exploring new areas in Carly's pussy, which made her elicit a pleasurable moan.

The two teens continued in their 69 position for a few minutes, pleasuring each other until they could each feel that they were about to cum.

"Oh, shit, Carly," breathed Freddie. "I'm really close."

"I am too, baby," replied Carly. "Cum all over my face, and I'll do the same to you."

Freddie was the first, and his cum shot out of his erect cock, hitting Carly's face a few times and the remainder dripped down the sides of his cock. Carly cleaned up her face and Freddie's cock and sucked off all of the sperm, while she started cumming herself. Carly's warm pussy juices emptied themselves onto Freddie's waiting face, which he then licked and slurped up. Carly then got off from on top of Freddie, slid her jeans off of her legs, and laid facedown on him, as they started making out, sharing each other's cum and saliva. Carly and Freddie kissed and made out passionately, until Carly showed Freddie a familiar object in a small plastic bag: a condom.

"Oh, yes!" exclaimed Freddie. "Those things are like magic."

"Yeah, I grabbed another one from Spencer's room," replied Carly. "Now finish me off, quick!"

Carly opened up the plastic bag and slipped the condom onto Freddie's erect cock. Carly then slowly lowered her pink pussy onto Freddie's waiting cock, and shuddered with pleasure as she did it. Carly arched her back and leaned her hands onto Freddie's chest while pushing her vagina up and down onto Freddie's dick. Carly started off slowly and closed her eyes, taking in the pleasurable experience. She slowly lowered her pussy onto Freddie's cock, and then pushed herself off, allowing for a slow, but passionate sex. Carly repeated these actions, gradually speeding up the fucking in the process. Carly fucked Freddie's cock a little bit faster and harder, and Freddie joined in too, using force to fuck Carly, rather than allowing her to fuck him. Carly leaned down and planted a soft kiss onto Freddie's lips, while they were still fucking passionately. Freddie and Carly unlocked their lips, and Carly looked at Freddie's face, with a look that was begging to be fucked harder.

Freddie realized what to do, and picked Carly up from off his cock, kissed her a bit, and then he ordered her to bend over on all fours, and got behind her and started fucking her doggy style. Carly's moans turned into shrieks as Freddie slammed his dick harder and harder getting it deeper and deeper into the depths of Carly's pussy. Freddie slapped Carly's ass a few times, pulled her hair, and called her a dirty bitch, all immensely boosting his ego. Carly loved being called a dirty bitch, and it just made her pussy even hotter than Freddie's cock was making it. The ass slapping and hair pulling also made Carly feel dirtier and stimulated the experience for her.

Pretty soon, as all good things must do, the experience came to an end. Freddie ordered Carly to get down on her knees on the floor, and Freddie got off of the bed and stood up in front of her. Freddie took off the condom and pumped his cock back and forth until his hot sperm showered over Carly's waiting face. Freddie shot a couple of shots, which landed all over Carly's face and tits, and even into her mouth. Carly wiped up all of the remaining cum with her hand, and then licked her hand, getting all of the cum into her mouth. Carly then swallowed the whole thing and opened her mouth wide to prove to Freddie that it was all gone. Carly grabbed Freddie's cock and squeezed very hard, trying to get every last drop out of it, as if it was a nearly empty tube of toothpaste. Carly's hard work was rewarded with a few more weak spurts of cum which she gladly licked up.

Freddie and Carly were still breathing heavily and sweating, and they just sat there, staring at the beauty of their partner. In less than 24 hours, they had transformed from friends to lovers, from neighbors to objects of affection, from common teenagers to experienced sex partners. They had gone on a passionate journey, and after this encounter, they both knew that there was no turning back.

Freddie was the first to break the silence, aside from their heavy breathing.

"Wow! Great surprise!" exclaimed Freddie, referring to the mysterious hint Carly had given the previous night.

"Oh, that wasn't the surprise," replied Carly, much to Freddie's surprise. "That was just your alarm clock. The surprise is still yet to come. Be at my apartment at 2:00, and then you'll get the real thing."

"You're amazing," said Freddie.

"I know," replied Carly.

They locked lips for a few more minutes until Carly broke away, put on her pants and panties, pulled her down her shirt, and headed for the door. She turned around and quickly pulled up her shirt, but almost immediately pulled it back down, giving Freddie a brief view of her amazing titties. She then blew Freddie a kiss and then she was gone.

Freddie heard the apartment door close and looked at his watch. It was almost 10:15. Damn, thought Freddie, What the hell am I gonna do for another 4 hours? Freddie wearily got up to his feet, stripped off the rest of his clothes and jumped into the shower. Freddie felt the hot water wash away any troubles he had. Freddie's mind started to wonder and as he thought about Carly and her beautiful tits, he started smiling and found his dick become rock hard again. Freddie considered masturbating right then and there, but he remembered the surprise later that day, and he decided to save his energy. Freddie decided that when he was finished with his shower, he would get dressed, eat breakfast, and watch some TV until 2:00 came.

Meanwhile, Carly returned to her apartment. Spencer was still away on his art convention, so Carly had the whole apartment to herself until Sunday afternoon, and it was only Saturday morning. Carly walked up to her bathroom, stripped off her clothing and admired herself in the mirror. She really appreciated how her breasts had really grown in the past few years and how she had matured well. She didn't blame Freddie for practically drooling all over her in the past two or so years. Carly jumped into the shower and felt the hot water rush over her slender figure. She thought about Freddie and how much she loved him, and she asked herself why she waited so long to reveal her true feelings. Of course, she had the reason that Sam hated Freddie, but that was only part of the reason. She also liked the whole idea of playing hard-to-get, and knowing that Freddie wanted her, but wasn't able to have her. She also didn't think she was ready to be in a relationship just yet, but now she was 15, and plenty of kids her age were going out. But none were having sex, she realized, except for us. Carly decided that when she finished her shower, she would get herself ready for the surprise and make a phone call to make sure that everything was prepared. Then she would probably eat something and wait for Freddie. To tell the truth, she could've had the surprise earlier, but she wanted them both to cool down a bit, and she also wanted Freddie's appetite for her to be worked up even more.

Finally, 2:00 arrived. Freddie walked into Carly's apartment without even knocking, figuring that he had already seen Carly naked, so there's nothing worse that he could possibly see if he barged in. Carly wasn't in the living room, so Freddie called her name.

"Coming!" shouted Carly.

Carly appeared at the top of the stairs, wearing a tight blue t-shirt and a pair of denim shorts. As Carly started walking down the steps, Freddie's eyes kept on darting back and forth between Carly's perfectly sized, teenage breasts, and her long, tan, and bare legs and feet.

"Wow!" exclaimed Freddie. "You look amazing!"

"Thanks, Freddie," replied Carly, as she reached the foot of the steps. "So do you."

Freddie walked up to Carly, wrapped his arms around her, and the two of them started to kiss passionately. Freddie took his right hand, and started fondling Carly's left breast until a knock on the door interrupted them.

"Oh!" said Carly. "That must be the surprise. Oh, but the surprise doesn't exactly know that they are a surprise and what they're supposed to do. So don't say anything."

"Okaaaay," said Freddie, a bit confused.

"Basically, just follow my lead," said Carly, as she rushed towards the door after the "surprise" knocked a second time, a bit louder.

Carly opened the door, and standing in the doorway was none other than Sam Puckett. Sam was Carly's and Freddie's good friend, and she and Carly co-hosted their webshow iCarly, while Freddie was the cameraman.

"What took you so long?" shouted Sam.

"Oh, calm down!" replied Carly.

Sam had a very interesting personality. She was a very attractive girl, but was not exactly into activities that were labeled as "girlish." Sam was more like a tomboy, with particular interests in violence, pranks, and meat. Sam was the kind of the girl that could beat you in the hot dog eating contest, and then go out to pizza to celebrate. She wasn't really so cordial to Freddie, and the two of them constantly bickered and fought, but recently, Freddie and Sam were both teased about never kissing anybody, so they kissed each other to get it over with. They both promised not to tell anybody, but Freddie just found out the night before that Sam had actually told Carly.

"So, how's it going, kiddies?" asked Sam as she plopped herself down on the couch with a popsicle in hand.

"Pretty good," said Carly, sitting down next to Sam on the couch.

"Not bad," replied Freddie, as he took a seat on the comfy chair next to the couch.

Freddie watched Sam suck on the popsicle, and as Sam's lips and tongue were tasting all of the juices, Freddie found himself getting a boner. He imagined what it would be like for Sam to suck on his cock, and he had a feeling that he would find out soon. He now knew what Carly's surprise was, and was excited to have a threesome with Sam.

Sam was clad in a dark green unzipped hoodie, under which was a tight gray tanktop, and Freddie noticed that Sam's tits were slightly larger than Carly's, and couldn't wait to get his hands and tongue all over them. Sam had on a pair of skinny, navy blue jeans, and was wearing yellow flip flops.

"So, what do you want to talk to me about?" asked Sam, as she stood up to throw out her popsicle stick. "It sounded pretty urgent on the phone."

"Yes, it's very important," answered Carly, as she waited for Sam to sit back down. "You see, last night, Freddie and I made love."

"Wait, you what?" asked Sam, not sure if she heard her best friend correctly.

"Freddie and I. We had sex last night," repeated Carly."

"Are you talking about this Freddie?" asked Sam, pointing to Freddie.

"Yes," answered Freddie this time. "Carly and I are in love, and we had sex last night and this morning, too."

"Well, I know that you love Carly, but you Carly, do you really love this guy?" asked Sam, astonished. "I mean, he's so, you know, Freddyish."

"Well, I love him, and he's my boyfriend now," answered Carly. "And I called you because I want you to join us."

"You want me to have sex with you guys?" asked Sam, dumbfounded.

"Yes," answered Carly. "Freddie was incredible and I don't want to keep him all to myself. You're our friend, and you deserve to fuck him, too."

"I don't know," started Sam.

"If it makes you feel any better, I'm not going to be leaving you alone with him," said Carly. "I'll be having sex at the same time. We're gonna have a threesome!"

"I don't know," repeated Sam, secretly hoping to lose her virginity. "I mean, if you guys are now dating, I don't want to intrude or anything."

"No, you won't be intruding at all," said Carly. "Will she, Freddie?"

"No, of course not," answered Freddie, eager to get some of Sam's pussy.

"Come on, I know you'll like it, "said Carly.

"Ok, fine," said Sam. "I'll do it."

"Great!" exclaimed Carly, as she motioned for Freddie to come closer.

Freddie eagerly accepted the invitation, and sat down on the other side of Sam. Sam turned towards Freddie, and for the second time, the two of them started kissing. Their lips softly pressed against each others lips, and they continued kissing until Carly put a hand on Sam's shoulder, and pulled her away from Freddie. Then, without warning, Carly planted a kiss on Sam's lips, and the two of them starting making out passionately, as if long- suppressed feelings were emerging with an explosion. Freddie couldn't believe his eyes, when he saw his two best friends locking lips and caressing each other's tongues, even though they were both girls. Carly then moved her mouth down to Sam's neck, and started planting kisses everywhere she could find room. Sam threw her head back and started moaning softly, giving Freddie an even larger erection than he already had.

Freddie decided to stop watching from the sideline and chose to join in the fun. Freddie put his hands on Sam's shoulders and slipped off her sweatshirt, which she let drop to the couch. Freddie then pushed Sam's hair to the side and started kissing her on the back of the neck, and found his hands wandering to Sam's tits, which were still contained by her tanktop. Freddie started squeezing Sam's succulent breasts from behind as Sam started kissing Carly's neck with ardor, causing Carly to moan sensitively.

Carly and Sam continued kissing until Sam broke free, turned towards Freddie, and slowly slipped off her top, revealing a white cotton bra, showing a generous amount of cleavage. Sam then put her hands behind her back, unclasped her bra, and pulled it off, uncovering her beautiful, round, and slightly large breasts. Carly and Freddie marveled at their friend's gorgeous tits, and they each grabbed one and started fondling and sucking on them. Carly and Freddie each flicked their tongues over Sam's nipples and kissed the rest of her tits, giving immense pleasure to Sam. Sam loved the feeling of her two best friends sucking on her tits, and she took the moment in, trying to get all of the pleasure she could get.

Suddenly, Carly stopped sucking on Sam's right breast and removed her t-shirt, showing a lacy red bra, behind which was a teenage pair of tits, waiting to be revealed. Carly pointed at Freddie and ordered him to pull his pants down, to which he gladly obeyed. Freddie stood up and removed his pants, as Carly unbuttoned and removed her shorts, revealing her cute red panties. Sam quickly followed, sliding off her jeans, showing her white panties. The two half-naked teenage girls got on their knees in front of Freddie's erect cock.

"Just follow my lead," said Carly, reassuringly, to Sam.

Without another word, Carly stuck out her tongue and started to lick Freddie's cock, starting from the base and ending at the head. She repeated her licking several times, until she put her lips around the hard cock and started to blow Freddy for the second time that day. Carly moved her lips back and forth on the hard dick while using her hand to steady the base of the cock. Freddie moaned with pleasure as his girlfriend sucked on his hard shaft.

Carly then removed Freddie's cock from her mouth and guided it towards Sam. Sam put the cock in her hand and gripped it a little bit, trying to get used to the feeling of a dick in her hand. Then, a bit hesitantly, Sam stuck out her tongue and proceeded to lick Freddie's cock, like Carly had done. Sam then slowly put her mouth around the dick and closed her lips upon it. Sam started sucking it similar to the way Carly did, moving her lips back and forth down the cock, while using her hand to pump it. As she got more used to it, Sam got more comfortable with the feeling of giving a blowjob and started using her tongue to lick Freddie's cock as she was sucking it. This did not go unnoticed by Freddie, who closed his eyes, taking in the feeling of Sam licking his cock.

As Sam continued to suck Freddie's cock with more speed and passion, Carly started stroking Sam's long blonde hair and caressing her beautiful, bare body. Sam then took Freddie's dick out of her mouth, giving to Carly who spat on the cock and started rubbing it back and forth. Carly then starting sucking on the cock again, using more tongue, as Sam got behind Carly and started to undo Carly's bra. When the bra came off, Carly stopped her blowjob to turn to Sam, showing a girl her tits for the first time. Sam marveled at the sight of Carly's beautiful, round tits, and she started to fondle them slowly, enjoying the feeling of touching another girl's breasts. Sam then got a bit bold as she bent down and ran her tongue over Carly's tits, licking her nipples and causing her to moan softly. As Sam pleasured her, Carly used a free hand to stroke Freddie's cock, giving him a slow handjob.

After she was done sucking on Carly's tits, Sam resumed where she left off, giving Freddie a slow blowjob. Sam was feeling more confident and started to suck with much more ease and skill, moving Freddie closer to an orgasm. Carly started to lick and suck on Freddie's balls as Sam was giving Freddie head. Then Carly moved up to the base of the cock, and started licking it along with Sam, and they would sometimes accidentally lick each other's tongues. Pretty soon, Freddie realized he didn't have long before he'd cum.

"Oh shit, girls," exclaimed Freddie. "I'm gonna cum."

"Good," said Carly. "Cum in my mouth. I'll give it to Sam"

Carly kneeled before Freddie, and Sam sat a bit to the side, as Freddie started stroking his own cock, going faster and faster until he reached orgasm and his cum started squirting out. Freddie shot several cumshots into Carly's anxious mouth, who smiled as they each splashed onto her tongue. Carly then moved over to Sam and slowly dripped the cum out of her mouth into Sam's open mouth. The cum tasted very strange to Sam, but she kind of liked it, and swallowed it all. Carly and Sam then started to kiss passionately, exchanging any leftover cum. They then turned to Freddie's cock and both started licking Freddie's cock, cleaning up all of the cum from there and squeezing out all of the remaining sperm. The girls then continued to make out, caressing each other's tits and slender bodies.

Finally, Carly and Sam broke free and looked up at Freddie.

"Sam needs to get fucked," said Carly. "Now."

Sam looked nervous, but complied. She got on the couch, laid down on her back, and let Freddie take off her panties, revealing her tight, wet pussy. Carly had never seen another girl's pussy before and watched closely as Freddie stuck one finger in Sam's pussy and bent down and started to lick. Sam was feeling sensations she had never felt before and she loved it, moaning sensuously and passionately. Sam had only had her own fingers in her pussy before, and had never had anybody's tongue caressing it. Freddie loved the taste of Sam's pussy almost as much as he loved the taste of Carly's, and he loved the sound of Sam's sighs of pleasure. Freddie felt his cock getting harder and harder.

Pretty soon, Freddie couldn't wait any longer, and needed to have his cock in a pussy.

"All right, time to get fucked!" said Freddie to Sam.

Freddie sat down on the couch, his dick pointing straight up, and Freddie motioned for Sam to come and sit on his lap. Carly handed Freddie a condom, which he quickly slid over his cock. Sam got in position crouching over Freddie's lap, with her back to Freddie. Then, with a nervous look on her face, Sam slowly lowered herself onto Freddie's waiting dick.

Sam started to lowered herself all the way down onto Freddie's cock, until she realized that Freddie had come into contact with her hymen. After she gave Freddie a nod of approval, she winced as she felt her cherry being popped by Freddie's dick. When Sam was ready to go, she slowly started to move her body up and down, while at the same time, Freddie slowly started thrusting his cock up and down. The sensation of having sex was like nothing Sam had ever felt, and she closed her eyes and moaned. As Sam and Freddie got more comfortable, they sped up their fucking, doing it a little bit harder and faster, but still keeping it at a very passionate pace. Freddie loved having Sam ride his cock, and he grabbed her hips and started to thrust a bit harder into her wet, pink pussy. Sam felt her pussy getting tighter and tighter around Freddie's cock, but she kept on fucking Freddie, loving every second of it.

Carly was getting extremely horny, seeing her two best friends fucking, and she took off her panties and sat down right next to Freddie. Carly starting rubbing her pussy, and also sucked on Sam's succulent tits and started to kissed her. Carly then broke away and bent down to start licking Freddie's cock and Sam's pussy, with her free hand still rubbing her own pussy.

"Yeah? You like that Sam?" teased Carly, seductively. "You like having Freddie's big cock in your pussy? You like being fucked by Freddie?"

Sam nodded, with her long blonde hair and her beautiful breasts bouncing around and her moans getting louder and higher pitched. Pretty soon, Sam realized that she was going to cum, and she warned Freddie and Carly. Then, Sam's body shook and she felt her pussy getting warm as her juices dripped down onto Freddie's cock. Sam got off of Freddie's cock, and she and Carly licked all of the warm juices off of Freddie's cock, and then the two girls started to kiss again, exchanging what was in their mouths.

Carly knew it was now her turn to get fucked, and she bent over the couch, her pussy sticking out in the air. Freddie stood up and grabbed Carly's hips, and pushed his cock into Carly's waiting vagina. Carly loved to have her boyfriend's cock in her once again, and she started to moan. Freddie's body rocked back and forth, as his cock thrust in and out of Carly's tight pussy, and he slapped her ass, too.

"Mmmm. I love having your big cock in my tight, wet pussy," crooned Carly. "It feels so fucking good. Yeah, slap my fucking ass!"

Sam felt a bit out of place since she knew that Freddie and Carly were officially going out, and she didn't want to ruin anything. Sam sat off to the side and started to rub her pussy, but Carly noticed and said, "Sam, get over here so I could lick your pussy."

Sam got into position, lying down on the couch, with her pussy in reach of Carly's mouth. As Carly was getting fucked doggy style by Freddie, Carly reached out and started to eat out Sam, licking her pussy passionately. Carly had never licked a girl's pussy before, but she just did what felt right, and what she knew would have felt good if she were being eaten out. Carly gently caressed Sam's clit with her tongue, stopping every few seconds to lick around the perimeter of her pussy. Carly started licking Sam's clit a bit faster, and Carly took one of her hands and stuck her index and middle finger into Sam's pussy. Sam started moaning again, loving the feeling of her best friend eating her out and fingering her. Carly loved the sight of Sam's tight, pink pussy, with a bit of yellow pubic hair right above it, and she also loved the taste of the pussy.

Freddie couldn't believe that Carly was eating Sam out, and felt himself getting closer to orgasm as he fucked Carly from behind and watched her lick Sam. However, Freddie had a great idea for another position and wanted to try it before he would cum, so he calmed himself down a bit. He slowed down his fucking, and unplugged his cock from Carly's wet pussy. Carly still continued to lick Sam's pussy for a few seconds, until she turned around and the two of them grinned at Freddie.

"Alright, let's do one more," said Freddie. "In the kitchen."

"Ooh, sexy," giggled Carly.

Freddie told Sam to lie down on her back on the kitchen table, with her legs hanging over the edge. Then he told Carly to get up on the table and crouch right above Sam's face, so her pussy is right by Sam's face. Freddie took his cock and put it in Sam's pussy, and told Carly to lean down so they can kiss. Carly complied, and the two of them were soon making out, as Freddie was also fucking Sam's pussy. Their tongues explored each other's mouths like they had done many times before. Carly put her arms around Freddie's neck and started to kiss him more passionately, as Freddie fondled her breasts.

Meanwhile, Sam started to eat out Carly. Sam had certainly never licked another girl's pussy before, but, like Carly, she did what she would have wanted to be done to her. Sam stuck out her tongue, and started to lick Carly's pussy, which was hovering directly above her head. Sam started by licking around the outside in circles, and then started to gently lick the clit, knowing how sensitive it is. Sam knew she was doing something right, as she heard Carly moaning softly as she was kissing Freddie. Sam started then started to suck on Carly's pussy, tasting her best friend, and feeling the pussy getting wetter and wetter. Sam explored the inside and outside of Carly's pussy with her tongue, while gripping Carly's ass with her hands. As Sam licked and sucked more vigorously, Carly's moans got higher pitched and sexier.

While Sam was busy eating out Carly, she was also being fucked in her pussy by Freddie, who was busy making out with Carly. Freddie was pushing his cock in and out of Sam's pink pussy, shoving it back and forth, hearing Sam's cries as she was eating out Carly. Freddie was sweating like crazy, but he didn't care, cuz he was fucking the two most beautiful girls he had even seen in his life. Just seeing them naked and hearing them moaning was enough to push him over the top. He knew that he was about to cum, and all of the events of the day, the wake-up fuck, the blowjobs, the several positions with Carly and Sam, were all leading up to this climax.

"Oh my god," breathed Freddie. "I'm gonna cum soon."

"Mmm. Me too," sighed Sam.

"I'm getting there," gasped Carly. "Let's all try to cum at the same time."

Pretty soon, the three teens were all about to reach their climax. In a huge fit of moaning and shrieking, they all started to cum. Freddie came inside the condom in Sam's pussy, as Sam came all over Freddie's cock, and Carly came into Sam's mouth. Everybody remained in their positions for a few seconds, or maybe it was a few days, catching their breaths and taking in what had just happened.

Eventually, Freddie removed his cock from Sam's pussy, and Carly and Sam got off of the table and knelt before Freddie. They first licked off all of Sam's warm juices from the outside of the condom, and then removed the condom and cleaned off Freddie's cum. Carly and Sam then shared the contents of their mouths with each other, exchanging saliva and cum, and then both swallowed and started to grin.

"So, how was it?" asked Carly to Sam.

"Oh, my god, it was just …" responded Sam, unable to find words. "It was just incredible."

"You were incredible, Freddie," said Carly to Freddie.

"Thanks," replied Freddie. "So were you girls."

Carly and Sam began to caress each other tits, running their hands across each other's smooth, sleek bodies.

"Freddie, I think Sam and I need some time alone," said Carly to Freddie.

"Yeah, we need to 'discuss' some things," winked Sam.

"Alright," shrugged Freddie.

Freddie quickly got dressed, as Sam and Carly resumed their kissing and caressing.

"Alright, I'm gonna go," said Freddie.

"Yeah, yeah, just go already," snapped Sam.

Freddie walked out of the apartment, and walked across the hall to his apartment. He went into his bedroom and closed the door. Freddie didn't feel bad that Carly and Sam were kinda acting like bitches. After all, he did get to fuck, and receive blowjobs from, his two sexy best friends.

Freddie opened up his laptop and logged into his iCarly server account.

In iCarly, the teens sometimes switch to a camera view that shows the downstairs of the Shays apartment, often in order to show viewers a specific project that Spencer is working on. Freddie, as technical producer of iCarly, had access to all of these features and camera views. And at that exact moment, Carly and Sam were pleasuring each other in clear view of the downstairs camera.

Freddie accessed the recording and started to watch. Freddie smiled. The perfect end to a perfect day.


	3. Chapter 3

AN: As you have all heard, the purge is causing all kinds of trouble, so instead of writing the updates I had all planned out, I must start backing up the older fics and transferring the more adult fics to a safer site. Please don't panic. Fanficrulez and I are on it. To those of you who haven't already liked my Facebook page, that's where I'm holding court, I'd suggest doing so now. Should any of these fics end up being deleted from here, they will more then likely be on the yahoo group, or . Also, if you truly love your fanfiction, then please help fight the purge. Go to my Facebook page and there you'll find the link for the petition! The link for both groups is on my profile page! Once I get all my fics to a place of safety, i will be able to continue writing! Pray that this purge is stopped and soon! Go to petitions/fanfiction-net-stop-the-destruction-of-fanfiction-net#share 


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